Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby will be subject to the satisfaction, at or prior to the Closing, of all of the following conditions, any one or more of which may be waived in whole or in part in writing in the sole discretion of Purchaser.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Ebix Inc), Stock Purchase Agreement (Ebix Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of the Purchaser under this Agreement to consummate the transactions contemplated hereby will shall be and are subject to the satisfactionfulfillment, at or prior to or at the Closing, of all each of the following conditions, any one or more of which may be waived in whole or in part in writing in the sole discretion of Purchaser.:
Appears in 2 contracts
Samples: Stock Purchase Agreement (Uplift Nutrition, Inc.), Stock Purchase Agreement (Pi Services Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser to proceed with the Closing under this Agreement to consummate the transactions contemplated hereby will be are subject to the satisfaction, at or fulfillment prior to the Closing, of all or at Closing of the following conditions, conditions (any one or more of which may be waived in whole or in part by Purchaser in writing in the Purchaser's sole discretion of Purchaser.discretion):
Appears in 2 contracts
Samples: Stock Purchase Agreement (Macquarie Infrastructure CO Trust), Stock Purchase Agreement (Macquarie Infrastructure Assets LLC)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby will shall be subject to the satisfaction, at or prior to the Closing, fulfillment of each and all of the following conditionsconditions at or before the Closing (unless an earlier time is specified in this Agreement, in which case on or before such earlier time), each of which is individually hereby deemed material, and any one or more of which may be waived in whole or in part in writing in the sole discretion of by Purchaser.:
Appears in 2 contracts
Samples: Asset Purchase Agreement (Landmark Theatre Corp), Property Purchase Agreement (Landmark Theatre Corp)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under this Agreement to consummate the transactions contemplated hereby will be by this Agreement is subject to the satisfactionfulfillment, at or prior to the Closing, of all of the following conditions, any one or more of which may be waived in whole or writing by Purchaser (in part in writing in the its sole discretion of Purchaser.and absolute discretion):
Appears in 2 contracts
Samples: Asset Purchase Agreement (Coachmen Industries Inc), Asset Purchase Agreement (Irwin Financial Corp)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of the Purchaser under this Agreement to consummate the transactions contemplated hereby will be by this Agreement is subject to the satisfactionfulfillment, at on or prior to the ClosingClosing Date, of all each of the following conditions, conditions (the determination of whether the same are satisfied or not is in the sole reasonable discretion of the Purchaser and any one or more all of which may be waived by the Purchaser in whole or in part in writing in the sole discretion of Purchaser.part):
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under this Agreement to consummate the transactions contemplated hereby will be by this Agreement is subject to the satisfactionfulfillment, at or prior to the Closing, of all each of the following conditions, conditions (any one or more all of which may be waived by Purchaser in whole or in part in writing in to the sole discretion of Purchaser.extent permitted by applicable Law):
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby will shall be subject to the satisfaction, at on or prior to the ClosingClosing Date, of all of the following conditions, any one or more of which may be waived in whole or in part in writing in at the sole discretion option of Purchaser.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser to proceed with the Closing under this Agreement to consummate the transactions contemplated hereby will be are subject to the satisfaction, at or fulfillment prior to the Closing, of all or at Closing of the following conditions, conditions (any one or more of which may be waived in whole or in part in writing in the sole discretion of by Purchaser at Purchaser.'s option):
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The All of the obligations of Purchaser under this Agreement with respect to consummate the transactions contemplated hereby will purchase of the Purchased Assets and payment therefor shall be subject to the satisfaction, at or prior to the Closing, satisfaction of all each of the following conditions, any one or more all of which may be waived waived, in whole or in part in writing in part, by Purchaser prior to or at the sole discretion of Purchaser.Closing:
Appears in 1 contract
Samples: Membership Interest and Asset Purchase Agreement (Varsity Group Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby will by this Agreement shall be subject to the satisfaction, at delivery of the following documents or the fulfillment of the following conditions on or prior to the Closing, Date of all of the following conditions, Closing (any one or more of which may be waived in whole or in part by Purchaser if such waiver is in writing in the sole discretion and signed by an authorized officer of Purchaser.):
Appears in 1 contract
Samples: Agreement of Sale and Purchase of Stock (Triumph Group Inc /)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under this Agreement to consummate the transactions contemplated hereby will be by this Agreement is subject to the satisfactionfulfillment, at on or prior to the ClosingClosing Date, of all each of the following conditions, conditions (any one or more all of which may be waived in writing by Purchaser in whole or in part in writing in to the sole discretion of Purchaser.extent permitted by applicable Law):
Appears in 1 contract
Samples: Asset Purchase Agreement (DZS Inc.)
Conditions Precedent to Obligations of Purchaser. The obligations Notwithstanding any other provisions of this Agreement, the obligation of the Purchaser under this Agreement to consummate the transactions contemplated hereby will shall be subject to the satisfactionfulfillment, at or prior to or at the Closingdate hereof, of all each of the following conditionsconditions precedent, any one or more of which may be waived in whole or in part in writing in by the sole discretion of Purchaser.:
Appears in 1 contract
Samples: Securities Purchase Agreement (Nouvelle Holding Guyomarch Sa)
Conditions Precedent to Obligations of Purchaser. The obligations Subject to Section 7.3(a) below, the obligation of Purchaser under this Agreement to consummate the transactions contemplated hereby will be by this Agreement is subject to the satisfactionfulfillment, at on or prior to the ClosingClosing Date, of all each of the following conditions, conditions (any one or more all of which may be waived by Purchaser in whole or in part in writing in to the sole discretion of Purchaser.extent permitted by applicable Law):
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under this Agreement to consummate the transactions contemplated hereby will be by this Agreement is subject to the satisfactionfulfillment, at on or prior to the ClosingClosing Date, of all each of the following conditions, conditions (any one or more all of which may be waived by Purchaser in whole or in part in writing in to the sole discretion of Purchaser.extent permitted by applicable Law):
Appears in 1 contract
Samples: Share Purchase Agreement (Uranium Resources Inc /De/)
Conditions Precedent to Obligations of Purchaser. The All obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby will be are subject to the satisfactionfulfillment, at on or prior to the ClosingClosing Date, of all each of the following conditions, any one or more :
(a) Purchaser shall have received the certificates representing the Shares as provided in Section 1.3(b); and
(b) Seller's representations and warranties contained in this Agreement shall be true and correct in all material respects on and as of which may be waived in whole or in part in writing in the sole discretion Closing Date as though such representations and warranties were made as of Purchasersuch time.
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The All obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby will be are subject to the fulfillment or satisfaction, prior to or at the Closing, of each of the following conditions precedent:
(a) Compliance with this Agreement. Seller and Shareholder shall have performed and complied with all agreements and conditions required by this Agreement to be performed or complied with by them prior to the Closing, of all of the following conditions, any one or more of which may be waived in whole or in part in writing in the sole discretion of Purchaser.
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The All of the obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby will be are subject to the satisfaction, at or fulfillment prior to or at the Closing, Closing Date of all each of the following conditions, any one or more of which may only be waived in whole or in part in writing in by the sole discretion of Purchaser.:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under this Agreement to consummate the transactions contemplated hereby will be by this Agreement is subject to the satisfactionfulfillment, at on or prior to the ClosingClosing Date, of all each of the following conditions, conditions (any one or more all of which may be waived by Purchaser in its sole discretion in whole or in part in writing in to the sole discretion of Purchaser.extent permitted by applicable Law):
Appears in 1 contract
Samples: Merger Agreement (WPX Energy, Inc.)
Conditions Precedent to Obligations of Purchaser. The obligations obligation of Purchaser under this Agreement to consummate the transactions contemplated hereby will be by this Agreement are subject to the satisfactionfulfillment, at or prior to before the Closing, of all each of the following conditions, any one or more of which may be waived by Purchaser in whole or in part in writing in the sole discretion of Purchaser.writing, and Seller shall use its best efforts to cause such conditions to be fulfilled:
Appears in 1 contract
Conditions Precedent to Obligations of Purchaser. The Except as may be waived in writing by the Purchaser, all of the obligations of the Purchaser under this Agreement to consummate the transactions contemplated hereby will be are subject to the satisfactionfulfillment, at or prior to or at the ClosingClosing on the Closing Date, of all each of the following conditions, any one or more of which may be waived in whole or in part in writing in the sole discretion of Purchaser.:
Appears in 1 contract
Samples: Purchase and Sale of Assets (La Jolla Fresh Squeezed Coffee Co Inc)
Conditions Precedent to Obligations of Purchaser. The obligations of Purchaser under this Agreement to consummate the transactions contemplated hereby will shall be subject to the satisfaction, at on or prior to the ClosingClosing Date, of all of the following conditions, any one or more of which may be waived by Purchaser in whole or in part in writing in the sole discretion of Purchaser.writing:
Appears in 1 contract
Samples: Asset Purchase Agreement (Correctional Services Corp)